Evercore Inc. 10-Q

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations The following discussion should be read in conjunction with Evercore Inc.'s unaudited condensed consolidated financial statements and the related notes included elsewhere in this Form 10-Q. Forward-Looking Statements This report contains, or incorporates by reference, forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Exchange Act, which reflect our current views with respect to, among other things, our operations and financial performance. In some cases, you can identify these forward-looking statements by the use of words such as "outlook," "backlog," "believes," "expects," "potential," "probable," "continues," "may," "will," "should," "seeks," "approximately," "predicts," "intends," "plans," "estimates," "anticipates" or the negative version of these words or other comparable words. All statements, other than statements of historical fact, included in this report are forward-looking statements and are based on various underlying assumptions and expectations and are subject to known and unknown risks, uncertainties and assumptions, and may include projections of our future financial performance based on our growth strategies and anticipated trends in our business. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. All statements other than statements of historical fact are forward-looking statements and, based on various underlying assumptions and expectations, are subject to known and unknown risks, uncertainties and assumptions and may include projections of our future financial performance based on our growth strategies and anticipated trends in Evercore's business. We believe these factors include, but are not limited to, those described under "Risk Factors" discussed in the Annual Report on Form 10-K for the year ended December 31, 2024. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included or incorporated by reference in this report. In addition, new risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and uncertainties, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise except as required by law. Key Financial Measures Revenue Total revenues reflect revenues from our Investment Banking & Equities and Investment Management business segments that include fees for services, transaction-related client reimbursements and other revenue. Net revenues reflect total revenues less interest expense. Investment Banking & Equities. Our Investment Banking & Equities segment earns fees from its clients for providing advice on mergers, acquisitions, divestitures, capital raising, leveraged buyouts, liability management and restructurings, private funds advisory and private capital markets services, activism and defense and similar corporate finance matters, and from underwriting and private placement activities, as well as commissions, fees and principal revenues from research and sales and trading activities. The amount and timing of the fees paid vary by the type of engagement or services provided. In general, advisory fees are paid at the time we sign an engagement letter, during the course of the engagement or when an engagement is completed. The majority of our revenue consists of advisory fees for which realizations are dependent on the successful completion of client transactions. A transaction can fail to be completed for many reasons which are outside of our control, including failure of parties to agree upon final terms with the counterparty, to secure necessary board or shareholder approvals, to secure necessary financing, to achieve necessary regulatory approvals, or due to adverse market conditions. In the case of bankruptcy engagements, fees may be subject to court approval. Underwriting fees are recognized when the offering has been deemed to be completed and placement fees are generally recognized at the time of the client's acceptance of capital or capital commitments. Commissions and Related Revenue includes commissions, which are recorded on a trade-date basis or, in the case of payments under commission sharing arrangements, on the date earned. Commissions and Related Revenue also includes subscription fees for the sale of research, as well as revenues from trades primarily executed on a riskless principal basis. Cash received before the subscription period ends is initially recorded as deferred revenue (a contract liability) and recognized as revenue over the remaining subscription period. 37 Table of Contents Revenue trends in our advisory business generally are correlated to the volume of merger and acquisitions ("M&A") activity, restructuring activity, which generally tends to be counter-cyclical to M&A, and capital advisory activity. Demand for these capabilities can vary in any given year or quarter for a number of reasons. For example, changes in our market share or the ability of our clients to close certain large transactions can cause our revenue results to diverge from the level of overall M&A, restructuring or capital advisory activity. Revenue trends in our equities business are correlated, in part, to market volumes, which generally decrease in periods of low market volatility or unfavorable market or economic conditions. See "Liquidity and Capital Resources" below for further information. Investment Management. Our Investment Management segment includes operations related to the Wealth Management business and interests in private equity funds which we do not manage. Revenue sources primarily include management fees, fiduciary fees and gains (or losses) on our investments. Management fees for third party clients generally represent a percentage of assets under management ("AUM"). Fiduciary fees, which are generally a function of the size and complexity of each engagement, are individually negotiated. Gains and losses include both realized and unrealized gains and losses on principal investments, including those arising from our equity interest in investment partnerships. Transaction-Related Client Reimbursements . In our Investment Banking & Equities segment, we incur various transaction-related expenditures, such as travel expenses and professional fees, in the course of performing our services. Pursuant to the engagement letters with our advisory clients, these expenditures may be reimbursable. We define these expenses, which are associated with revenue activities earned over time, as transaction-related expenses and record such expenditures as incurred and record revenue when it is determined that clients have an obligation to reimburse us for such transaction-related expenses. Client expense reimbursements are recorded as revenue on the Unaudited Condensed Consolidated Statements of Operations on the later of the date an engagement letter is executed or the date we pay or accrue the expense. Other Revenue and Interest Expense. Other Revenue includes the following: • Interest income, including accretion, and income (losses) on investment securities, including our investment funds (which are used as an economic hedge against our deferred cash compensation program), certificates of deposit, cash and cash equivalents and long-term accounts receivable • Gains (losses) resulting from foreign currency exchange rate fluctuations and foreign currency exchange forward contracts used as an economic hedge against exchange rate risk for foreign currency denominated accounts receivable or other commitments • Realized and unrealized gains and losses on interests in private equity funds which we do not manage • Adjustments to amounts due pursuant to our tax receivable agreement, subsequent to its initial establishment, related to changes in enacted tax rates Interest Expense includes interest expense associated with our Notes Payable and lines of credit. Expenses Employee Compensation and Benefits. We include all payments for services rendered by our employees, as well as profits interests in our businesses that have been accounted for as compensation, in employee compensation and benefits expense. We maintain compensation programs, including base salary, cash, deferred cash and equity bonus awards and benefits programs and manage compensation to estimates of competitive levels based on market conditions and performance. Our level of compensation, including deferred compensation, reflects our plan to maintain competitive compensation levels to retain key personnel, and it reflects the impact of newly-hired senior professionals upon their start date, including related grants of equity and other awards, which are generally valued at their grant date and recorded in employee compensation and benefits expense over the requisite service period. Increasing the number of high-caliber, experienced senior level employees is critical to our growth efforts. In our advisory businesses, these hires, which begin their service throughout any given year, generally do not begin to generate significant revenue in the year they are hired. 38 Table of Contents Our annual compensation program includes share-based compensation awards and deferred cash awards as a component of the annual bonus awards for certain employees. These awards, the amount granted of which is a function of performance and market conditions, are generally subject to annual vesting requirements over a four-year period beginning at the date of grant, which occurs in the first quarter of each year; accordingly, the expense is generally amortized over the stated vesting period, subject to retirement eligibility. With respect to annual awards, our retirement eligibility criteria generally stipulates that an employee is eligible for retirement if the employee has at least five years of continuous service, is at least 55 years of age and has a combined age and years of service of at least 65 years, or if an employee has at least 10 years of continuous service and is at least 60 years of age. Retirement eligibility allows for continued vesting of awards after employees depart from the Company, provided they give the minimum advance notice, which is generally six months to one year and comply with certain post-termination obligations. We estimate forfeitures in the aggregate compensation cost to be amortized over the requisite service period of the awards. We periodically monitor our estimated forfeiture rate and adjust our assumptions to the actual occurrence of forfeited awards. A change in estimated forfeitures is recognized through a cumulative adjustment in the period of the change. In January 2023, 2024 and 2025, our Board of Directors approved the issuance of Class L Interests to certain of our named executive officers, pursuant to which the named executive officers receive a discretionary distribution of profits from Evercore LP, paid in the first quarters of 2024, 2025 and 2026, respectively. Distributions pursuant to these interests are made in lieu of any cash incentive compensation payments which may otherwise have been made to our named executive officers in respect of their service for 2023, 2024 and 2025, respectively. Following the distributions, the Class L Interests are cancelled pursuant to their terms. We record expense equal to the amount of these distributions in Employee Compensation and Benefits on the Unaudited Condensed Consolidated Statements of Operations and reflect accrued liabilities related to these distributions in Accrued Compensation and Benefits on the Unaudited Condensed Consolidated Statements of Financial Condition. Our Long-term Incentive Plans provide for incentive compensation awards for Investment Banking Senior Managing Directors, excluding executive officers, who exceed defined benchmark results over four-year performance periods beginning January 1, 2021, pursuant to the 2021 Long-term Incentive Plan, and January 1, 2025, pursuant to the 2025 Long-term Incentive Plan (which was approved by our Board of Directors in April 2025). The performance period for the 2021 Long-term Incentive Plan ended on December 31, 2024 and in conjunction with this plan, we made a cash distribution in the first quarter of 2025. Remaining amounts due pursuant to these plans are due to be paid in cash or Class A Shares, at our discretion, in the first quarter of 2026 and 2027 (for the 2021 Long-term Incentive Plan), and in the first quarter of 2029, 2030 and 2031 (for the 2025 Long-term Incentive Plan), subject to employment at the time of payment. We periodically assess the probability of the benchmarks being achieved and expense the probable payout over the requisite service period of the award. From time to time, we also grant incentive awards to certain individuals which include both performance and service-based vesting requirements and, in certain awards, market-based requirements. These include Class K-P Units issued by Evercore LP and certain RSU awards. See Note 15 to our unaudited condensed consolidated financial statements for further information. We believe that the ratio of Employee Compensation and Benefits Expense to Net Revenues is an important measure to assess the annual cost of compensation relative to performance and provides a meaningful basis for comparison of compensation and benefits expense between present, historical and future years. Non-Compensation. Our Non-Compensation expenses include costs for occupancy and equipment rental, professional fees, travel and related expenses, technology and information services, depreciation and amortization, execution, clearing and custody fees, acquisition and transition costs and other operating expenses. Income from Equity Method Investments Our share of the income (loss) from our equity interests in Atalanta Sosnoff and Seneca Evercore, and our former equity interests in ABS (through July 2024) and Luminis (through September 2024) are included within Income from Equity Method Investments, as a component of Income Before Income Taxes, on the Unaudited Condensed Consolidated Statements of Operations. See Note 8 to our unaudited condensed consolidated financial statements for further information. Provision for Income Taxes We account for income taxes in accordance with ASC 740, "Income Taxes" , which requires the recognition of tax benefits or expenses on temporary differences between the financial reporting and tax basis of our assets and liabilities. Excess tax 39 Table of Contents benefits and deficiencies associated with the appreciation or depreciation in our share price upon vesting of employee share-based awards above or below the original grant price are recognized in our Provision for Income Taxes. In addition, net deferred tax assets are impacted by changes to statutory tax rates in the period of enactment. See Note 18 to our unaudited condensed consolidated financial statements for further information. Noncontrolling Interest We record noncontrolling interest relating to the ownership interests of certain of our current and former Senior Managing Directors and other officers and their estate planning vehicles in Evercore LP, as well as the portions of our operating subsidiaries not owned by Evercore. Evercore Inc. is the sole general partner of Evercore LP and has a majority economic interest in Evercore LP. As a result, Evercore Inc. consolidates Evercore LP and records a noncontrolling interest for the economic interest in Evercore LP held by the limited partners. We generally allocate net income or loss to participating noncontrolling interests held at Evercore LP and at the operating entity level, where required, by multiplying the relative ownership interest of the noncontrolling interest holders for the period by the net income or loss of the entity to which the noncontrolling interest relates. In circumstances where the governing documents of the entity to which the noncontrolling interest relates require special allocations of profits or losses to the controlling and noncontrolling interest holders, the net income or loss of these entities is allocated based on these special allocations. See Note 13 to our unaudited condensed consolidated financial statements for further information. 40 Table of Contents Results of Operations The following is a discussion of our results of operations for the three and six months ended June 30, 2025 and 2024. For a more detailed discussion of the factors that affected the revenue and operating expenses of our Investment Banking & Equities and Investment Management business segments in these periods, see the discussion in "Business Segments" below. For the Three Months Ended June 30, For the Six Months Ended June 30, 2025 2024 Change 2025 2024 Change (dollars and share amounts in thousands, except per share data) Revenues Investment Banking & Equities: Advisory Fees $ 697,744 $ 568,231 23 % $ 1,255,093 $ 998,069 26 % Underwriting Fees 32,206 30,999 4 % 86,461 86,534 — % Commissions and Related Revenue 58,272 53,199 10 % 113,382 101,437 12 % Asset Management and Administration Fees 20,684 19,200 8 % 41,667 37,899 10 % Other Revenue, Including Interest and Investments 29,134 21,784 34 % 40,459 54,477 (26 %) Total Revenues 838,040 693,413 21 % 1,537,062 1,278,416 20 % Interest Expense 4,210 4,189 1 % 8,403 8,377 — % Net Revenues 833,830 689,224 21 % 1,528,659 1,270,039 20 % Expenses Employee Compensation and Benefits 548,611 458,935 20 % 1,008,436 846,640 19 % Non-Compensation (1) 134,830 122,046 10 % 258,650 231,036 12 % Total Expenses 683,441 580,981 18 % 1,267,086 1,077,676 18 % Income Before Income from Equity Method Investments and Income Taxes 150,389 108,243 39 % 261,573 192,363 36 % Income from Equity Method Investments 815 1,857 (56 %) 1,694 4,182 (59 %) Income Before Income Taxes 151,204 110,100 37 % 263,267 196,545 34 % Provision for Income Taxes 44,265 28,367 56 % 2,538 21,688 (88 %) Net Income 106,939 81,733 31 % 260,729 174,857 49 % Net Income Attributable to Noncontrolling Interest 9,738 7,975 22 % 17,344 15,406 13 % Net Income Attributable to Evercore Inc. $ 97,201 $ 73,758 32 % $ 243,385 $ 159,451 53 % Diluted Weighted Average Shares of Class A Common Stock Outstanding 41,213 40,857 1 % 41,636 40,969 2 % Diluted Net Income Per Share Attributable to Evercore Inc. Common Shareholders $ 2.36 $ 1.81 30 % $ 5.85 $ 3.89 50 % (1) Non-Compensation expenses are as follows: 41 Table of Contents For the Three Months Ended June 30, For the Six Months Ended June 30, 2025 2024 Change 2025 2024 Change (dollars in thousands) Non-Compensation Occupancy and Equipment Rental $ 26,914 $ 21,801 23 % $ 52,645 $ 43,745 20 % Professional Fees (A) 23,133 24,437 (5 %) 45,523 46,647 (2 %) Travel and Related Expenses 23,984 21,384 12 % 46,002 40,606 13 % Technology and Information Services (A) 36,587 29,437 24 % 69,954 57,613 21 % Depreciation and Amortization 6,450 6,439 — % 12,426 12,732 (2 %) Execution, Clearing and Custody Fees 3,180 3,051 4 % 6,526 6,392 2 % Acquisition and Transition Costs 1,637 — NM 1,637 — NM Other Operating Expenses 12,945 15,497 (16 %) 23,937 23,301 3 % Total Non-Compensation $ 134,830 $ 122,046 10 % $ 258,650 $ 231,036 12 % (A) Includes the reclassification of $9.9 million and $18.9 million of technology and related expenses from "Professional Fees" to "Technology and Information Services" for the three and six months ended June 30, 2024, respectively, to conform to the current presentation. See Note 2 to our unaudited condensed consolidated financial statements for further information. As of June 30, 2025 and 2024, we employed approximately 2,455 and 2,330 people, respectively. Three Months Ended June 30, 2025 versus June 30, 2024 Net Income Attributable to Evercore Inc. was $97.2 million for the three months ended June 30, 2025, an increase of $23.4 million, or 32%, compared to $73.8 million for the three months ended June 30, 2024. The changes in our operating results during these periods are described below. Net Revenues were $833.8 million for the three months ended June 30, 2025, an increase of $144.6 million, or 21%, versus Net Revenues of $689.2 million for the three months ended June 30, 2024. Advisory Fees increased $129.5 million, or 23%, Commissions and Related Revenue increased $5.1 million, or 10%, and Underwriting Fees increased $1.2 million, or 4%, compared to the three months ended June 30, 2024. Asset Management and Administration Fees increased $1.5 million, or 8%, compared to the three months ended June 30, 2024. See "Business Segments" and "Liquidity and Capital Resources" below for further information. Ot her Revenue, Including Interest and Investments, was $29.1 million for the three months ended June 30, 2025, an increase of $7.4 million, or 34%, versus $21.8 million for the three months ended June 30, 2024, primarily reflecting higher performance of our investment funds portfolio, partially offset by lower returns on our fixed income investment portfolios, which primarily consist of U.S. Treasury bills. The investment funds portfolio is used as an economic hedge against our deferred cash compensation program. Employee Compensation and Benefits Expense was $548.6 million for the three months ended June 30, 2025, an increase of $89.7 million, or 20%, versus $459.0 million for the three months ended June 30, 2024. The increase in the amount of compensation recognized for the three months ended June 30, 2025 principally reflects a higher accrual for incentive compensation, higher base salaries and higher amortization of prior period deferred compensation awards. As a result of the factors noted above, Employee Compensation and Benefits Expense as a percentage of Net Revenues was 65.8% for the three months ended June 30, 2025, compared to 66.6% for the three months ended June 30, 2024. Non-compensation expenses were $134.8 million for the three months ended June 30, 2025, an increase of $12.8 million, or 10%, versus $122.0 million for the three months ended June 30, 2024. The increase was primarily driven by an increase in technology and information services, principally reflecting higher expenses associated with research services and license fees in the second quarter of 2025, an increase in occupancy and equipment rental expense, primarily related to an increase in office space, and an increase in travel and related expenses, largely due to higher levels of business activity and increased headcount. Non-Compensation expenses per employee were approximately $55.6 thousand for the three months ended June 30, 2025, versus $53.6 thousand for the three months ended June 30, 2024, a 4% increase. Income from Equity Method Investments was $0.8 million for the three months ended June 30, 2025, a decrease of $1.0 million, or 56%, versus $1.9 million for the three months ended June 30, 2024, primarily reflecting the sale of our interest in 42 Table of Contents ABS and the redemption of our interest in Luminis during the third quarter of 2024. This decrease was partially offset by higher earnings from Atalanta Sosnoff during the three months ended June 30, 2025. See Note 8 to our unaudited condensed consolidated financial statements for further information. The provision for income taxes for the three months ended June 30, 2025 was $44.3 million, which reflected an effective tax rate of 29.3%. The provision for income taxes for the three months ended June 30, 2024 was $28.4 million, which reflected an effective tax rate of 25.8%. The increase in the provision for income taxes for the three months ended June 30, 2025 principally reflects an increase in non-deductible expenses and state and local apportionment adjustments. Net Income Attributable to Noncontrolling Interest was $9.7 million for the three months ended June 30, 2025, compared to $8.0 million for the three months ended June 30, 2024. The increase in Net Income Attributable to Noncontrolling Interest reflects higher income at Evercore LP during the three months ended June 30, 2025. See Note 13 to our unaudited condensed consolidated financial statements for further information. Six Months Ended June 30, 2025 versus June 30, 2024 Net Income Attributable to Evercore Inc. was $243.4 million for the six months ended June 30, 2025, an increase of $83.9 million, or 53%, compared to $159.5 million for the six months ended June 30, 2024. The changes in our operating results during these periods are described below. Net Revenues were $1.53 billion for the six months ended June 30, 2025, an increase of $258.6 million, or 20%, versus Net Revenues of $1.27 billion for the six months ended June 30, 2024. Advisory Fees increased $257.0 million, or 26%, Commissions and Related Revenue increased $11.9 million, or 12%, and Underwriting Fees were flat compared to the six months ended June 30, 2024. Asset Management and Administration Fees increased $3.8 million, or 10%, compared to the six months ended June 30, 2024. See "Business Segments" and "Liquidity and Capital Resources" below for further information. Ot her Revenue, Including Interest and Investments, was $40.5 million for the six months ended June 30, 2025, a decrease of $14.0 million, or 26%, versus $54.5 million for the six months ended June 30, 2024, primarily reflecting lower performance of our investment funds portfolio, as well as lower returns on our fixed income investment portfolios, which primarily consist of U.S. Treasury bills. The investment funds portfolio is used as an economic hedge against our deferred cash compensation program. Employee Compensation and Benefits Expense was $1.01 billion for the six months ended June 30, 2025, an increase of $161.8 million, or 19%, versus $846.6 million for the six months ended June 30, 2024. The increase in the amount of compensation recognized for the six months ended June 30, 2025 principally reflects a higher accrual for incentive compensation, higher base salaries and higher amortization of prior period deferred compensation awards. As a result of the factors noted above, Employee Compensation and Benefits Expense as a percentage of Net Revenues was 66.0% for the six months ended June 30, 2025, compared to 66.7% for the six months ended June 30, 2024. Non-compensation expenses were $258.7 million for the six months ended June 30, 2025, an increase of $27.6 million, or 12%, versus $231.0 million for the six months ended June 30, 2024. The increase was primarily driven by an increase in technology and information services, principally reflecting higher expenses associated with research services, consulting costs and license fees, an increase in occupancy and equipment rental expense, primarily related to an increase in office space, and an increase in travel and related expenses, largely due to higher levels of business activity and increased headcount. Non-Compensation expenses per employee were approximately $107.4 thousand for the six months ended June 30, 2025, versus $102.7 thousand for the six months ended June 30, 2024, a 5% increase. Income from Equity Method Investments was $1.7 million for the six months ended June 30, 2025, a decrease of $2.5 million, or 59%, versus $4.2 million for the six months ended June 30, 2024, primarily reflecting the sale of our interest in ABS and the redemption of our interest in Luminis during the third quarter of 2024. This decrease was partially offset by higher earnings from Atalanta Sosnoff in 2025. See Note 8 to our unaudited condensed consolidated financial statements for further information. The provision for income taxes for the six months ended June 30, 2025 was $2.5 million, which reflected an effective tax rate of 1.0%. The provision for income taxes for the six months ended June 30, 2024 was $21.7 million, which reflected an effective tax rate of 11.0%. The provision for income taxes for the six months ended June 30, 2025 and 2024 principally reflects the net impact associated with the appreciation in our share price upon vesting of employee share-based awards above the original grant price of $75.0 million and $30.9 million, respectively, which resulted in a reduction in the effective tax rate of 43 Table of Contents 28.5 and 15.7 percentage points for the six months ended June 30, 2025 and 2024, respectively, partially offset by an increase in non-deductible expenses and state and local apportionment adjustments. Net Income Attributable to Noncontrolling Interest was $17.3 million for the six months ended June 30, 2025, compared to $15.4 million for the six months ended June 30, 2024. The increase in Net Income Attributable to Noncontrolling Interest primarily reflects higher income at Evercore LP during the six months ended June 30, 2025. See Note 13 to our unaudited condensed consolidated financial statements for further information. 44 Table of Contents Business Segments The following data presents revenue, expenses and contributions from our equity method investments by business segment. Investment Banking & Equities The following table summarizes the operating results of the Investment Banking & Equities segment. For the Three Months Ended June 30, For the Six Months Ended June 30, 2025 2024 Change 2025 2024 Change (dollars in thousands) Revenues Investment Banking & Equities: Advisory Fees $ 697,744 $ 568,231 23 % $ 1,255,093 $ 998,069 26 % Underwriting Fees 32,206 30,999 4 % 86,461 86,534 — % Commissions and Related Revenue 58,272 53,199 10 % 113,382 101,437 12 % Other Revenue, net (1) 23,949 17,581 36 % 31,767 45,698 (30 %) Net Revenues 812,171 670,010 21 % 1,486,703 1,231,738 21 % Expenses Employee Compensation and Benefits 535,447 448,064 20 % 983,476 825,351 19 % Non-Compensation (3) 130,773 118,304 11 % 250,547 223,855 12 % Total Expenses 666,220 566,368 18 % 1,234,023 1,049,206 18 % Operating Income 145,951 103,642 41 % 252,680 182,532 38 % Income (Loss) from Equity Method Investments (2) 11 147 (93 %) (27) 835 NM Pre-Tax Income $ 145,962 $ 103,789 41 % $ 252,653 $ 183,367 38 % (1) Includes interest expense on Notes Payable and lines of credit of $4.2 million and $8.4 million for each of the three and six months ended June 30, 2025 and 2024, respectively. (2) Equity in Seneca Evercore and Luminis (through September 2024) is classified within Income (Loss) from Equity Method Investments. (3) Non-Compensation expenses are as follows: 45 Table of Contents For the Three Months Ended June 30, For the Six Months Ended June 30, 2025 2024 Change 2025 2024 Change (dollars in thousands) Non-Compensation Occupancy and Equipment Rental $ 26,261 $ 21,240 24 % $ 51,364 $ 42,643 20 % Professional Fees (A) 22,059 23,368 (6 %) 43,203 44,639 (3 %) Travel and Related Expenses 23,729 21,171 12 % 45,540 40,144 13 % Technology and Information Services (A) 35,411 28,517 24 % 67,663 55,773 21 % Depreciation and Amortization 6,342 6,342 — % 12,235 12,551 (3 %) Execution, Clearing and Custody Fees 2,729 2,633 4 % 5,612 5,556 1 % Acquisition and Transition Costs 1,637 — NM 1,637 — NM Other Operating Expenses 12,605 15,033 (16 %) 23,293 22,549 3 % Total Non-Compensation $ 130,773 $ 118,304 11 % $ 250,547 $ 223,855 12 % (A) Includes the reclassification of $9.6 million and $18.4 million of technology and related expenses from "Professional Fees" to "Technology and Information Services" in the Investment Banking & Equities segment for the three and six months ended June 30, 2024, respectively, to conform to the current presentation. See Notes 2 and 19 to our unaudited condensed consolidated financial statements for further information. The following table summarizes Evercore statistics for the three and six months ended June 30, 2025 and 2024. For the Three Months Ended June 30, For the Six Months Ended June 30, 2025 2024 Change 2025 2024 Change Evercore Statistics Total Number of Fees From Advisory and Underwriting Client Transactions (1) 245 244 — % 386 381 1 % Total Number of Fees of at Least $1 million from Advisory and Underwriting Client Transactions (1) 111 95 17 % 206 186 11 % Total Number of Underwriting Transactions (1) 13 17 (24 %) 27 36 (25 %) Total Number of Underwriting Transactions as a Bookrunner (1) 13 14 (7 %) 25 30 (17 %) (1) Includes Equity and Debt Underwriting Transactions. Our Advisory statistics include M&A activity as well as other advisory assignments undertaken by the firm. Investment Banking & Equities Results of Operations Three Months Ended June 30, 2025 versus June 30, 2024 Net Revenues were $812.2 million for the three months ended June 30, 2025, an increase of $142.2 million, or 21%, versus $670.0 million for the three months ended June 30, 2024 . The increase in revenues for the three months ended June 30, 2025 was primarily driven by an increase of $129.5 million, or 23%, in Advisory Fees, reflecting an increase in revenue during the second quarter of 2025 across both M&A and non-M&A assignments, as well as an increase in revenue earned from large transactions during the second quarter of 2025. Commissions and Related Revenue increased $5.1 million, or 10%, compared to the three months ended June 30, 2024, primarily reflecting higher trading commissions driven by increased trading volume during the second quarter of 2025. Underwriting Fees increased $1.2 million, or 4%, compared to the three months ended June 30, 2024, reflecting an increase in the average fee size of the transactions we participated in during the second quarter of 2025. Other Revenue, net, increased $6.4 million, or 36%, compared to the three months ended June 30, 2024, primarily reflecting higher performance of our investment funds portfolio, partially offset by lower returns on our fixed income investment portfolios, which primarily consist of U.S. Treasury bills. The investment funds portfolio is used as an economic hedge against our deferred cash compensation program. 46 Table of Contents Employee Compensation and Benefits Expense was $535.4 million for the three months ended June 30, 2025, an increase of $87.4 million, or 20%, versus $448.1 million for the three months ended June 30, 2024. The increase in the amount of compensation recognized for the three months ended June 30, 2025 principally reflects a higher accrual for incentive compensation, higher base salaries and higher amortization of prior period deferred compensation awards. Non-compensation expenses were $130.8 million for the three months ended June 30, 2025, an increase of $12.5 million, or 11%, versus $118.3 million for the three months ended June 30, 2024 . Non-compensation expenses increased from the prior year period, primarily driven by an increase in technology and information services, principally reflecting higher expenses associated with research services and license fees in the second quarter of 2025, an increase in occupancy and equipment rental expense, primarily related to an increase in office space, and an increase in travel and related expenses, largely due to higher levels of business activity and increased headcount. Six Months Ended June 30, 2025 versus June 30, 2024 Net Revenues were $1.49 billion for the six months ended June 30, 2025, an increase of $255.0 million, or 21%, versus $1.23 billion for the six months ended June 30, 2024 . The increase in revenues for the six months ended June 30, 2025 was primarily driven by an increase of $257.0 million, or 26%, in Advisory Fees, reflecting an increase in revenue during 2025 across both M&A and non-M&A assignments, as well as an increase in revenue earned from large transactions during 2025. Commissions and Related Revenue increased $11.9 million, or 12%, compared to the six months ended June 30, 2024, primarily reflecting higher trading commissions driven by increased trading volume during 2025. Underwriting Fees were flat compared to the six months ended June 30, 2024. Other Revenue, net, decreased $13.9 million, or 30%, compared to the six months ended June 30, 2024, primarily reflecting lower performance of our investment funds portfolio, as well as lower returns on our fixed income investment portfolios, which primarily consist of U.S. Treasury bills. The investment funds portfolio is used as an economic hedge against our deferred cash compensation program. Employee Compensation and Benefits Expense was $983.5 million for the six months ended June 30, 2025, an increase of $158.1 million, or 19%, versus $825.4 million for the six months ended June 30, 2024. The increase in the amount of compensation recognized for the six months ended June 30, 2025 principally reflects a higher accrual for incentive compensation, higher base salaries and higher amortization of prior period deferred compensation awards. Non-compensation expenses were $250.5 million for the six months ended June 30, 2025, an increase of $26.7 million, or 12%, versus $223.9 million for the six months ended June 30, 2024 . Non-compensation expenses increased from the prior year period, primarily driven by an increase in technology and information services, principally reflecting higher expenses associated with research services, consulting costs and license fees, an increase in occupancy and equipment rental expense, primarily related to an increase in office space, and an increase in travel and related expenses, largely due to higher levels of business activity and increased headcount. 47 Table of Contents Investment Management The following table summarizes the operating results of the Investment Management segment. For the Three Months Ended June 30, For the Six Months Ended June 30, 2025 2024 Change 2025 2024 Change (dollars in thousands) Revenues Asset Management and Administration Fees: Wealth Management $ 20,684 $ 19,200 8 % $ 41,667 $ 37,899 10 % Other Revenue, net 975 14 NM 289 402 (28 %) Net Revenues 21,659 19,214 13 % 41,956 38,301 10 % Expenses Employee Compensation and Benefits 13,164 10,871 21 % 24,960 21,289 17 % Non-Compensation (2) 4,057 3,742 8 % 8,103 7,181 13 % Total Expenses 17,221 14,613 18 % 33,063 28,470 16 % Operating Income 4,438 4,601 (4 %) 8,893 9,831 (10 %) Income from Equity Method Investments (1) 804 1,710 (53 %) 1,721 3,347 (49 %) Pre-Tax Income $ 5,242 $ 6,311 (17 %) $ 10,614 $ 13,178 (19 %) (1) Equity in Atalanta Sosnoff and ABS (through July 2024) is classified as Income from Equity Method Investments. (2) Non-Compensation expenses are as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2025 2024 Change 2025 2024 Change (dollars in thousands) Non-Compensation Occupancy and Equipment Rental $ 653 $ 561 16 % $ 1,281 $ 1,102 16 % Professional Fees (A) 1,074 1,069 — % 2,320 2,008 16 % Travel and Related Expenses 255 213 20 % 462 462 — % Technology and Information Services (A) 1,176 920 28 % 2,291 1,840 25 % Depreciation and Amortization 108 97 11 % 191 181 6 % Execution, Clearing and Custody Fees 451 418 8 % 914 836 9 % Other Operating Expenses 340 464 (27 %) 644 752 (14 %) Total Operating Expenses $ 4,057 $ 3,742 8 % $ 8,103 $ 7,181 13 % (A) Includes the reclassification of $0.3 million and $0.5 million of technology and related expenses from "Professional Fees" to "Technology and Information Services" in the Investment Management segment for the three and six months ended June 30, 2024, respectively, to conform to the current presentation. See Notes 2 and 19 to our unaudited condensed consolidated financial statements for further information. Investment Management Results of Operations Our Investment Management segment includes the following: • Wealth Management – conducted through EWM and ETC. Fee-based revenues from EWM are primarily earned on a percentage of AUM, while ETC primarily earns fees from negotiated trust services. • Private Equity – conducted through our investment interests in private equity funds. We maintain a limited partner's interest in Glisco II, Glisco III and Glisco IV (together the "Glisco Funds"), as well as Glisco Manager Holdings LP and the general partners of the Glisco Funds. We receive our portion of the management fees earned by Glisco Partners Inc. ("Glisco") from Glisco Manager Holdings LP. We are passive investors and do not participate in the management of any Glisco sponsored funds. We are also passive investors in Trilantic IV and Trilantic V. In the event the private equity funds perform below certain thresholds, we may be obligated to repay certain carried 48 Table of Contents interest previously distributed. As of June 30, 2025, there was no previously distributed carried interest received from the funds subject to repayment. • We also hold an interest in Atalanta Sosnoff that is accounted for under the equity method of accounting and previously held an interest in ABS (through July 2024). The results of these investments are included within Income from Equity Method Investments. During the third quarter of 2024, we sold the remaining portion of our interest in ABS. See Note 8 to our unaudited condensed consolidated financial statements for further information. Assets Under Management AUM in our Wealth Management business of $14.5 billion at June 30, 2025 increased $0.6 billion, or 4% , compared to $13.9 billion at December 31, 2024. The amounts of AUM presented in the table below reflect the fair value of assets which we manage on behalf of Wealth Management clients. As defined in ASC 820, valuations performed for Level 1 investments are based on quoted prices obtained from active markets generated by third parties and Level 2 investments are valued through the use of models based on either direct or indirect observable inputs or other valuation methodologies performed by third parties to determine fair value. For both the Level 1 and Level 2 investments, we obtain both active quotes from nationally recognized exchanges and third-party pricing services to determine market or fair value quotes, respectively. For Level 3 investments, pricing inputs are unobservable for the investment and includes situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require significant management judgment or estimation. Wealth Management maintained 77% of Level 1 investments, 19% of Level 2 investments and 4% of Level 3 investments as of June 30, 2025 and December 31, 2024. The fees that we receive for providing investment advisory and management services are primarily driven by the level and composition of AUM. Accordingly, client flows, market movements, and changes in our product mix will impact the level of management fees we receive from our Wealth Management business. Fees vary with the type of assets managed and the channel in which they are managed, with higher fees earned on equity assets and alternative investment funds, such as hedge funds and private equity funds, and lower fees earned on fixed income and cash management products. Clients will increase or reduce the aggregate amount of AUM that we manage for a number of reasons, including changes in the level of assets that they have available for investment purposes, their overall asset allocation strategy, our relative performance versus competitors offering similar investment products and the quality of our service. The fees we earn are also impacted by our investment performance, as the appreciation or depreciation in the value of the assets that we manage directly impacts our fees. The following table summarizes AUM activity for Wealth Management for the six months ended June 30, 2025: (dollars in millions) Balance at December 31, 2024 $ 13,898 Inflows 799 Outflows (625) Market Appreciation 406 Balance at June 30, 2025 $ 14,478 Unconsolidated Affiliates - Balance at June 30, 2025 Atalanta Sosnoff $ 8,961 The following table represents the composition of AUM for Wealth Management as of June 30, 2025: Equities 66 % Fixed Income 18 % Liquidity (1) 11 % Alternatives 5 % Total 100 % (1) Includes cash, cash equivalents and U.S. Treasury securities. Our Wealth Management business serves individuals, families and related institutions delivering customized investment management, financial planning, and trust and custody services. Investment portfolios are tailored to meet the investment 49 Table of Contents objectives of individual clients and reflect a blend of equity, fixed income and other products. Fees charged to clients reflect the composition of the assets managed and the services provided. Investment performance in the Wealth Management business is measured against appropriate indices based on the composition of AUM, most frequently the S&P 500 and a composite fixed income index principally reflecting BarCap and MSCI indices. For the six months ended June 30, 2025, AUM for Wealth Management increased 4% , reflecting a 3% increase due to market appreciation and a 1% increase due to net inflows . Performance as of June 30, 2025 reflected: • Wealth Management lagged the S&P 500 on a 1 and 3-year basis by approximately 7% and 5%, respectively ◦ The S&P 500 was up approximately 15% and 20% on a 1 and 3-year basis, respectively • Wealth Management lagged the fixed income composite on a 1-year basis by approximately 0.9% and outperformed the fixed income composite on a 3-year basis by approximately 0.01% ◦ The fixed income composite was up approximately 4% and 2% on a 1 and 3-year basis, respectively • The S&P 500 and the fixed income composite were up approximately 6% and 2%, respectively, for the six months ended June 30, 2025 AUM from our unconsolidated affiliate, Atalanta Sosnoff, increased 5% compared to December 31, 2024. Three Months Ended June 30, 2025 versus June 30, 2024 Net Revenues were $21.7 million for the three months ended June 30, 2025, an increase of $2.4 million, or 13%, versus $19.2 million for the three months ended June 30, 2024. Asset Management and Administration Fees earned from the management of Wealth Management client portfolios increased $1.5 million, or 8%, compared to the three months ended June 30, 2024, as associated AUM increased 10%, primarily from market appreciation. Employee Compensation and Benefits Expense was $13.2 million for the three months ended June 30, 2025, an increase of $2.3 million, or 21%, versus $10.9 million for the three months ended June 30, 2024, primarily reflecting a higher accrual for incentive compensation and higher base salaries. Non-Compensation expenses were $4.1 million for the three months ended June 30, 2025, an increase of $0.3 million, or 8%, versus $3.7 million for the three months ended June 30, 2024, primarily driven by an increase in technology and information services. Income from Equity Method Investments decreased $0.9 million, or 53%, compared to the three months ended June 30, 2024, driven by the sale of the remaining portion of our interest in ABS in the third quarter of 2024. This decrease was partially offset by higher earnings from Atalanta Sosnoff in the second quarter of 2025. See Note 8 to our unaudited condensed consolidated financial statements for further information. Six Months Ended June 30, 2025 versus June 30, 2024 Net Revenues were $42.0 million for the six months ended June 30, 2025, an increase of $3.7 million, or 10%, versus $38.3 million for the six months ended June 30, 2024. Asset Management and Administration Fees earned from the management of Wealth Management client portfolios increased $3.8 million, or 10%, compared to the six months ended June 30, 2024, as associated AUM increased 10%, primarily from market appreciation. Employee Compensation and Benefits Expense was $25.0 million for the six months ended June 30, 2025, an increase of $3.7 million, or 17%, versus $21.3 million for the six months ended June 30, 2024, primarily reflecting a higher accrual for incentive compensation and higher base salaries. Non-Compensation expenses were $8.1 million for the six months ended June 30, 2025, an increase of $0.9 million, or 13%, versus $7.2 million for the six months ended June 30, 2024, primarily driven by an increase in technology and information services and professional fees. Income from Equity Method Investments decreased $1.6 million, or 49%, compared to the six months ended June 30, 2024, driven by the sale of the remaining portion of our interest in ABS in the third quarter of 2024. This decrease was partially 50 Table of Contents offset by higher earnings from Atalanta Sosnoff in 2025. See Note 8 to our unaudited condensed consolidated financial statements for further information. Cash Flows Our operating cash flows are primarily influenced by the timing and receipt of fees and the payment of operating expenses, including incentive compensation to our employees and interest expense on our Notes Payable and lines of credit, and the payment of income taxes. Advisory and Underwriting fees are generally collected within 90 days of invoice. Placement fees are generally collected within 180 days of invoice and a portion of certain fees primarily related to private funds capital raising and the private capital businesses may be collected in a period exceeding one year. Commissions earned from our agency trading activities are generally received from our clearing broker within 11 days. Fees from our Wealth Management business are generally invoiced and collected within 90 days. We traditionally pay a substantial portion of incentive compensation during the first three months of each calendar year with respect to the prior year's results and prior years' deferred compensation. Likewise, payments to fund investments related to hedging our deferred cash compensation plans are generally funded in the first three months of each calendar year. Our investing and financing cash flows are primarily influenced by activities to invest our cash in highly liquid securities or bank certificates of deposit, deploy capital to fund investments and acquisitions, raise capital through the issuance of stock or debt, repurchase of outstanding Class A Shares (including for the net settlement of RSUs), and/or noncontrolling interest in Evercore LP, as well as our other subsidiaries, payment of dividends and other periodic distributions to our stakeholders. We generally make dividend payments and other distributions on a quarterly basis. If required, we may periodically draw down on our lines of credit to balance the timing of our operating, investing and financing cash flow needs. A summary of our operating, investing and financing cash flows is as follows: For the Six Months Ended June 30, 2025 2024 (dollars in thousands) Cash Provided By (Used In) Operating activities: Net income $ 260,729 $ 174,857 Non-cash charges 347,362 289,161 Other operating activities (720,007) (396,751) Operating activities (111,916) 67,267 Investing activities 365,608 383,778 Financing activities (541,805) (410,987) Effect of exchange rate changes 33,255 (5,084) Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash (254,858) 34,974 Cash, Cash Equivalents and Restricted Cash Beginning of Period 882,107 605,484 End of Period $ 627,249 $ 640,458 Six Months Ended June 30, 2025. Cash, Cash Equivalents and Restricted Cash were $627.2 million at June 30, 2025, a decrease of $254.9 million versus Cash, Cash Equivalents and Restricted Cash of $882.1 million at December 31, 2024. Operating activities resulted in a net outflow of $111.9 million, primarily related to the payment of 2024 bonus awards and deferred cash compensation, which contributed to a decrease to Accrued Compensation and Benefits on our Unaudited Condensed Consolidated Statement of Financial Condition as of June 30, 2025, partially offset by earnings. Cash of $365.6 million was provided by investing activities, primarily related to net proceeds from sales and maturities of investment securities, partially offset by purchases of equipment and leasehold improvements and net purchases of certificates of deposit. Financing activities during the period used cash of $541.8 million, primarily for purchases of treasury stock (including for the net settlement of RSUs) and noncontrolling interests, the payment of dividends and distributions made to noncontrolling interest holders. Cash is also impacted due to the effect of foreign exchange rate fluctuation when translating non-U.S. currencies to U.S. Dollars. 51 Table of Contents Six Months Ended June 30, 2024. Cash, Cash Equivalents and Restricted Cash were $640.5 million at June 30, 2024, an increase of $35.0 million versus Cash, Cash Equivalents and Restricted Cash of $605.5 million at December 31, 2023. Operating activities resulted in a net inflow of $67.3 million, primarily related to earnings, partially offset by the payment of 2023 bonus awards and deferred cash compensation, which contributed to a decrease to Accrued Compensation and Benefits on our Unaudited Condensed Consolidated Statement of Financial Condition as of June 30, 2024. Cash of $383.8 million was provided by investing activities, primarily related to net proceeds from sales and maturities of investment securities, partially offset by net purchases of certificates of deposit and purchases of equipment and leasehold improvements. Financing activities during the period used cash of $411.0 million, primarily for purchases of treasury stock (including for the net settlement of RSUs) and noncontrolling interests, the payment of dividends and distributions made to noncontrolling interest holders. Cash is also impacted due to the effect of foreign exchange rate fluctuation when translating non-U.S. currencies to U.S. Dollars. Liquidity and Capital Resources General Our current assets principally include Cash and Cash Equivalents, Investment Securities and Certificates of Deposit, Accounts Receivable and contract assets, included in Other Current Assets, relating to revenues from our Investment Banking & Equities and Investment Management segments. Our current liabilities principally include accrued expenses, accrued liabilities, accrued employee compensation and short-term borrowings. We traditionally have made payments for employee bonus awards and year-end distributions to partners in the first quarter of the year with respect to the prior year's results. In addition, payments in respect of deferred cash compensation arrangements and related investments are also made in the first quarter. From time to time, advances and/or commitments may also be granted to new employees at or near the date they begin employment, or to existing employees for the purpose of incentive or retention. Cash distributions related to partnership tax allocations are made to the partners of Evercore LP and certain other entities in accordance with our corporate estimated payment calendar; these payments are generally made quarterly. In addition, dividends on Class A Shares, and related distributions to partners of Evercore LP, are paid when and if declared by the Board of Directors, which is generally quarterly. We regularly monitor our liquidity position, including cash, other significant working capital, current assets and liabilities, long-term liabilities, lease commitments and related fixed assets, principal investment commitments related to our Investment Management business, dividends on Class A Shares, partnership distributions and other capital transactions, as well as other matters relating to liquidity and compliance with capital requirements and restrictions of our regulated legal entities. Our liquidity is highly dependent on our revenue stream from our operations, principally from our Investment Banking & Equities segment, which is primarily a function of closing client transactions and earning success fees, the timing and realization of which is irregular and dependent upon factors that are not subject to our control. Our revenue stream funds the payment of our expenses, including annual bonus payments, a portion of which are guaranteed, deferred compensation arrangements, interest expense on our Notes Payable, lines of credit and other financing arrangements, as well as payments for income taxes. Payments made for income taxes may be reduced by deductions taken for the increase in tax basis of our investment in Evercore LP. Certain of these tax deductions, when realized, require payment under our long-term liability, Amounts Due Pursuant to Tax Receivable Agreements. We intend to fund these payments from cash and cash equivalents on hand, principally derived from cash flows from operations. These tax deductions, when realized, will result in cash otherwise required to satisfy tax obligations becoming available for other purposes. Our Management Committee meets regularly to monitor our liquidity and cash positions against our short and long-term obligations, as well as our capital requirements and commitments, including deferred compensation arrangements. The result of this review contributes to management's recommendation to the Board of Directors as to the level of quarterly dividend payments, if any. As a financial services firm, our businesses are materially affected by conditions in the global financial markets and economic conditions throughout the world. Revenue generated by our advisory activities is related to the number and value of the transactions in which we are involved. In addition, revenue related to our equities business is driven by market volumes and institutional investor trends, such as the trend to passive investment strategies. During periods of unfavorable market or economic conditions - which may result from the current or anticipated impact of tariffs and related inflation, changes in the level of interest rates, changes in the availability of financing, supply chain disruptions, an evolving regulatory environment, climate change, extreme weather events or natural disasters, the emergence or continuation of widespread health emergencies or pandemics, cyberattacks or campaigns, military conflict, including escalating international tensions, terrorism or other geopolitical events - the number and value of M&A transactions, as well as market volumes in equities, generally decrease, and they generally increase during periods of favorable market or economic conditions. Restructuring activity generally is counter-cyclical to M&A activity. In addition, during periods of unfavorable market conditions our Investment Management business may be impacted by reduced equity valuations and generate relatively lower revenue because fees we receive, either directly or 52 Table of Contents through our affiliates, typically are in part based on the market value of underlying publicly-traded securities. Our profitability may also be adversely affected by our fixed costs and the possibility that we would be unable to scale back other costs within a time frame, and in an amount sufficient, to match any decreases in revenue relating to changes in market and economic conditions. Likewise, our liquidity may be adversely impacted by our contractual obligations, including lease obligations and obligations to pay principal and interest on our Notes Payable. Reduced equity valuations resulting from future adverse economic events and/or market conditions may impact our performance and may result in future net redemptions of AUM from our Investment Management clients, which would generally result in lower revenues and cash flows. These adverse conditions could also have an impact on our goodwill impairment assessment, which is done annually, as of November 30 th , or more frequently if circumstances indicate impairment may have occurred. Recent actions on global trade policy have led to heightened geopolitical tensions, macroeconomic uncertainty and market volatility. These evolving conditions may impact the transaction environment in the near to medium term and/or result in an elongation of the timing of transaction closings. We will continue to assess the potential ongoing impacts of these factors, including the regular monitoring of our cash levels, liquidity, regulatory capital requirements, debt covenants and our other contractual obligations. See "Results of Operations" above for further information. We assess each of our equity method investments for impairment annually, or more frequently if circumstances indicate impairment may have occurred. These circumstances could include unfavorable market conditions or the loss of key personnel of the investee. For a further discussion of risks related to our business, refer to Item 1A. "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2024. Treasury Purchases We periodically repurchase Class A Shares and/or LP Units into Treasury (including through the net settlement of equity awards) in order to offset the dilutive effect of equity awards granted as compensation (see Note 15 to our unaudited condensed consolidated financial statements for further information), or amounts in excess of that if management's review, discussed above, determines adequate cash is available. The amount of cash required for these share repurchases is a function of the mix of equity and deferred cash compensation awarded for the annual bonus awards (see further discussion on deferred compensation under Other Commitments below). In addition, we may, from time to time, purchase noncontrolling interests in subsidiaries. On February 22, 2022, our Board of Directors authorized (in addition to the net settlement of equity awards) the repurchase of Class A Shares and/or LP Units so that from that date forward, we are able to repurchase an aggregate of the lesser of $1.4 billion worth of Class A Shares and/or LP Units and 10.0 million Class A Shares and/or LP Units. In addition, on April 29, 2025, our Board of Directors authorized (in addition to the net settlement of equity awards) the repurchase of Class A Shares and/or LP Units so that from that date forward, we are able to repurchase an aggregate of the lesser of $1.6 billion worth of Class A Shares and/or LP Units and 8.0 million Class A Shares and/or LP Units. Under this share repurchase program, shares may be repurchased from time to time in open market transactions, in privately-negotiated transactions or otherwise. The timing and the actual amount of shares repurchased will depend on a variety of factors, including our liquidity position, legal requirements, price, economic and market conditions and the objective to reduce the dilutive effect of equity awards granted as compensation to employees. This program may be suspended or discontinued at any time and does not have a specified expiration date. During the six months ended June 30, 2025, we repurchased 808,559 Class A Shares, at an average cost per share of $229.62, for $185.7 million, pursuant to our repurchase program. In addition, we periodically buy shares into treasury from our employees in order to allow them to satisfy their minimum tax requirements for share deliveries under our share equity plan. During the six months ended June 30, 2025, we repurchased 928,996 Class A Shares, at an average cost per share of $283.64, for $263.5 million, primarily related to minimum tax withholding requirements of share deliveries. The aggregate 1,737,555 Class A Shares repurchased during the six months ended June 30, 2025 were acquired for aggregate purchase consideration of $449.2 million, at an average cost per share of $258.50. 53 Table of Contents Noncontrolling Interest Purchases During the second quarter of 2025, we purchased, at fair value, an additional 0.1% of the EWM Class A Units for $1.3 million. This purchase resulted in a decrease to Noncontrolling Interest of $0.1 million and a decrease to Additional Paid-In Capital of $1.2 million on our Unaudited Condensed Consolidated Statement of Financial Condition as of June 30, 2025. During the second quarter of 2024, we purchased, at fair value, an additional 0.3% of the EWM Class A Units for $1.0 million. This purchase resulted in a decrease to Noncontrolling Interest of $0.1 million and a decrease to Additional Paid-In Capital of $1.0 million on our Unaudited Condensed Consolidated Statement of Financial Condition as of June 30, 2024. Private Placement Notes On March 30, 2016, we issued an aggregate of $170.0 million of senior notes, including: $38.0 million aggregate principal amount of our 4.88% Series A Notes which were due March 30, 2021, $67.0 million aggregate principal amount of our 5.23% Series B Notes which were originally due March 30, 2023, $48.0 million aggregate principal amount of our 5.48% Series C Notes and $17.0 million aggregate principal amount of our 5.58% Series D Notes, pursuant to the 2016 Note Purchase Agreement, among the Company and the purchasers party thereto in a private placement exempt from registration under the Securities Act of 1933. On August 1, 2019, we issued $175.0 million and £25.0 million of senior unsecured notes through private placement. These notes include: $75.0 million aggregate principal amount of our 4.34% Series E Notes, $60.0 million aggregate principal amount of our 4.44% Series F Notes, $40.0 million aggregate principal amount of our 4.54% Series G Notes and £25.0 million aggregate principal amount of our 3.33% Series H Notes, each of which were issued pursuant to the 2019 Note Purchase Agreement, among the Company and the purchasers party thereto in a private placement exempt from registration under the Securities Act of 1933. On March 29, 2 021, we issued $38.0 million aggregate principal amount of our 1.97% Series I Notes, pursuant to the 2021 Note Purchase Agreement, among the Company and the purchasers party thereto in a private placement exempt from registration under the Securities Act of 1933. In August 2025, we repaid the $38.0 million aggregate principal amount of our Series I Notes. On June 28, 2022, we issued $67.0 million aggregate principal amount of our 4.61% Series J Notes, pursuant to the 2022 Note Purchase Agreement, among the Company and the purchasers party thereto in a private placement exempt from registration under the Securities Act of 1933. Interest on the above issuances is payable semi-annually and the notes are guaranteed by certain of our domestic subsidiaries. We may, at our option, prepay all, or from time to time any part of, the notes (without regard to Series), in an amount not less than 5% of the aggregate principal amount of each of the individual issuances then outstanding at 100% of the principal amount thereof plus an applicable "make-whole amount." Upon the occurrence of a change of control, the holders of the notes will have the right to require us to prepay the entire unpaid principal amounts held by each holder of the notes plus accrued and unpaid interest to the prepayment date. The respective Note Purchase Agreements contain customary covenants, including financial covenants requiring compliance with a maximum leverage ratio, a minimum tangible net worth and a minimum interest coverage ratio (for the 2016 Private Placement Notes only), and customary events of default. As of June 30, 2025, we were in compliance with all of these covenants. On July 24, 2025, we issued an aggregate of $250.0 million of senior notes, including: $125.0 million aggregate principal amount of our 5.17% Series K Notes and $125.0 million aggregate principal amount of our 5.47% Series L Notes, pursuant to the 2025 Note Purchase Agreement dated as of July 10, 2025, among the Company and the purchasers party thereto in a private placement exempt from registration under the Securities Act of 1933. We intend to use a portion of the net proceeds from the issuance and sale of the 2025 Private Placement Notes to repay maturing notes in the next twelve months issued under prior note purchase agreements. The remaining net proceeds will be used for general corporate purposes. Interest on the 2025 Private Placement Notes is payable semi-annually and the 2025 Private Placement Notes are guaranteed by certain of our domestic subsidiaries. We may, at our option, prepay all, or from time to time any part of, the 2025 Private Placement Notes (without regard to Series), in an amount not less than 5% of the aggregate principal amount of the 2025 Private Placement Notes then outstanding at 100% of the principal amount thereof plus an applicable "make-whole amount." The 2025 Private Placement Notes also allow for prepayment within six months of maturity without an applicable "make-whole amount." Upon the occurrence of a change of control, the holders of the 2025 Private Placement Notes will have 54 Table of Contents the right to require us to prepay the entire unpaid principal amounts held by each holder of the 2025 Private Placement Notes plus accrued and unpaid interest to the prepayment date. The 2025 Private Placement Notes contain customary covenants, including financial covenants requiring compliance with a maximum leverage ratio and a minimum tangible net worth, and customary events of default. Interest on the 2025 Private Placement Notes is subject to certain escalation provisions in the event that the leverage ratio exceeds certain thresholds. In conjunction with this issuance, we also amended our existing notes to provide for the same covenants and interest escalation provisions as the 2025 Private Placement Notes. Lines of Credit On July 10, 2025, we amended our $85.0 million revolving credit facility East held with PNC such that the aggregate principal amount was increased to up to $225.0 million to be used for working capital and other corporate activities. The facility is unsecured. In addition, the agreement contains certain reporting covenants, as well as certain debt covenants, that prohibit East and us from incurring other indebtedness, subject to specified exceptions. Drawings bear interest at Daily SOFR plus 130 basis points and the maturity date was extended to July 10, 2028. There were no drawings under this facility at June 30, 2025. EGL maintains a subordinated revolving credit facility with PNC, as amended on October 25, 2024, in an aggregate principal amount of up to $75.0 million, to be used as needed in support of capital requirements from time to time of EGL. This facility is unsecured and is guaranteed by Evercore LP and other affiliates, pursuant to a guaranty agreement, which provides for certain reporting requirements and debt covenants consistent with the PNC Facility. The interest rate provisions are Daily SOFR plus 145 basis points and the maturity date is October 28, 2026. There were no drawings under this facility at June 30, 2025. In addition, EGL's clearing broker provides temporary funding for the settlement of securities transactions. Other Commitments We have long-term obligations for operating lease commitments, principally related to office space, which expire on various dates through 2035. See Note 9 to our unaudited condensed consolidated financial statements for anticipated current and future payments under these arrangements. We have a long-term liability, Amounts Due Pursuant to Tax Receivable Agreements, which requires payments to certain current and former Senior Managing Directors. Pursuant to deferred compensation and deferred consideration arrangements, we expect to make cash payments in future periods, including related to our Long-term Incentive Plans, Deferred Cash Compensation Program and other deferred compensation arrangements. Further, we make investments to hedge the economic risk of amounts due under our Deferred Cash Compensation Program. For further information, including timing of payments, see Notes 7 and 15 to our unaudited condensed consolidated financial statements. Certain of our subsidiaries are regulated entities and are subject to capital requirements. For further information see Note 17 to our unaudited condensed consolidated financial statements. We had total commitments (not reflected on our Unaudited Condensed Consolidated Statements of Financial Condition) relating to future capital contributions to private equity funds of $2.6 million as of June 30, 2025 and December 31, 2024. We may be required to fund these commitments at any time through June 2028, depending on the timing and level of investments by the private equity funds. We expect to fund these commitments with cash flows from operations. See Note 16 to our unaudited condensed consolidated financial statements for further information. We do not invest in any off-balance sheet vehicles that provide liquidity, capital resources, market or credit risk support, or engage in any leasing activities that expose us to any liability that is not reflected in our unaudited condensed consolidated financial statements. As of June 30, 2025, our current and former Senior Managing Directors owned an aggregate of approximately 1.4 million vested Class A LP Units, 0.3 million vested Class E LP Units, 0.4 million vested Class I LP Units and 0.2 million vested Class K LP Units. In addition, 1.1 million unvested Class K-P Units, which convert into a number of Class K LP Units based on the achievement of certain market and service conditions and defined benchmark results, were outstanding as of June 30, 2025. We have an obligation to exchange vested Class A, E, I and K LP Units to Class A Common Stock upon the request of the holder. 55 Table of Contents Our Unaudited Condensed Consolidated Statement of Financial Condition as of June 30, 2025 included $617.3 million of Cash and Cash Equivalents and $1.12 billion of Investment Securities and Certificates of Deposit, which are generally comprised of highly-liquid investments. For further information regarding other cash commitments and the timing of payments, refer to "General" above. Market Risk and Credit Risk We, in general, are not a capital-intensive organization and as such, are not subject to significant market or credit risks. Nevertheless, we have established procedures to assess both the market and credit risk, as well as specific investment risk, exchange rate risk and credit risk related to receivables. Market and Investment Risk We hold equity securities and invest in exchange-traded funds principally as an economic hedge against our deferred cash compensation program. As of June 30, 2025, the fair value of our investments with these products, based on closing prices, was $158.5 million. We had net realized and unrealized gains of $15.1 million and $9.2 million for the three and six months ended June 30, 2025, respectively, from our exchange-traded funds portfolio. See Note 7 to our unaudited condensed consolidated financial statements for further information. We estimate that a hypothetical 10%, 20% and 30% adverse change in the market value of the investments would have resulted in a decrease in pre-tax income of approximately $15.9 million, $31.7 million and $47.6 million, respectively, for the three months ended June 30, 2025. Private Equity Funds Through our principal investments in private equity funds and our ability to earn carried interest from these funds, we face exposure to changes in the estimated fair value of the companies in which these funds invest. Valuations and analysis regarding our investments in Trilantic and Glisco are performed by their respective professionals, and thus we are not involved in determining the fair value for the portfolio companies of such funds. See Note 8 to our unaudited condensed consolidated financial statements for further information. We estimate that a hypothetical 10% adverse change in the value of the private equity funds would have resulted in a decrease in pre-tax income of approximately $0.5 million for the three months ended June 30, 2025. Exchange Rate Risk We have foreign operations, through our subsidiaries and affiliates, primarily in Europe and Asia, as well as provide services to clients in other jurisdictions, which creates foreign exchange rate risk. We have not entered into any transactions to hedge our exposure to foreign exchange fluctuations in these subsidiaries through the use of derivative instruments or otherwise. An appreciation or depreciation of any of these currencies relative to the U.S. dollar would result in an adverse or beneficial impact to our financial results. A significant portion of our non-U.S. revenues and expenses have been, and will continue to be, derived from contracts denominated in foreign currencies (i.e. British Pounds sterling, Euros, Singapore dollars, among others). Historically, the value of these foreign currencies has fluctuated relative to the U.S. dollar. For the six months ended June 30, 2025, the net impact of the fluctuation of foreign currencies recorded in Other Comprehensive Income (Loss) within the Unaudited Condensed Consolidated Statement of Comprehensive Income was a gain of $27.4 million, net of tax. It is generally not our intention to hedge our foreign currency exposure in these subsidiaries, and we will reevaluate this policy from time to time. Periodically, we enter into foreign currency exchange forward contracts as an economic hedge against exchange rate risk for foreign currency denominated accounts receivable or other commitments. We entered into a foreign currency exchange forward contract during the third quarter of 2023 to buy 30.0 million British Pounds sterling for $36.7 million, which settled during the first quarter of 2024, and resulted in a loss of $0.3 million for the six months ended June 30, 2024. Credit Risks We maintain cash and cash equivalents, as well as certificates of deposit, with financial institutions with high credit ratings. At times, we may maintain deposits in federally insured financial institutions in excess of federally insured ("FDIC") limits or enter into sweep arrangements where banks will periodically transfer a portion of our excess cash position to a money 56 Table of Contents market fund. However, we believe that we are not exposed to significant credit risk due to the financial position of the depository institutions or investment vehicles in which those deposits are held. Accounts Receivable consists primarily of advisory fees and expense reimbursements billed to our clients. Other Assets includes long-term receivables primarily from certain fees related to private funds capital raising and the private capital businesses. Receivables are reported net of any allowance for credit losses. We maintain an allowance for credit losses to provide coverage for probable losses from our customer receivables and determine the adequacy of the allowance by estimating the probability of loss based on our analysis of historical credit loss experience of our client receivables, and taking into consideration current market conditions and reasonable and supportable forecasts that affect the collectability of the reported amount. Our receivables collection periods generally are within 90 days of invoice, with the exception of placement fees, which are generally collected within 180 days of invoice, and certain fees primarily related to private funds capital raising and the private capital businesses, a portion of which may be collected in a period exceeding one year. The collection period for liability management and restructuring transaction receivables may exceed 90 days. We recorded bad debt expense of $3.5 million and $1.0 million for the six months ended June 30, 2025 and 2024, respectively. As of June 30, 2025 and December 31, 2024, total receivables recorded in Accounts Receivable amounted to $484.0 million and $421.5 million, respectively, net of an allowance for credit losses, and total receivables recorded in Other Assets amounted to $113.0 million and $101.3 million, respectively. Other Current Assets and Other Assets include arrangements in which an estimate of variable consideration has been included in the transaction price and thereby recognized as revenue that precedes the contractual due date (contract assets). As of June 30, 2025, total contract assets recorded in Other Current Assets and Other Assets amounted to $77.3 million and $16.2 million, respectively. As of December 31, 2024, total contract assets recorded in Other Current Assets and Other Assets amounted to $62.4 million and $14.5 million, respectively. With respect to our Investment Securities portfolio, which is comprised primarily of U.S. Treasury securities, exchange-traded funds and securities investments, we manage our credit risk exposure by limiting concentration risk and maintaining investment grade credit quality. As of June 30, 2025, we had Investment Securities of $1.03 billion, of which 85% were U.S. Treasury securities. Critical Accounting Policies and Estimates The unaudited condensed consolidated financial statements included in this report are prepared in conformity with U.S. GAAP, which requires management to make estimates and assumptions regarding future events that affect the amounts reported in our consolidated financial statements and their notes, including reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. We base these estimates on historical experience and various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ materially from those estimates. For a discussion of our critical accounting policies and estimates, refer to our Annual Report on Form 10-K for the year ended December 31, 2024. Recently Issued Accounting Standards For a discussion of recently issued accounting standards and their impact or potential impact on our consolidated financial statements, see Note 3 to our unaudited condensed consolidated financial statements.